Executive Employment Letter Agreement

Your employment with the Company will be for a term commencing February 2, 2004, and ending January 31, 2008 (subject to earlier termination in accordance with paragraph 7 hereof), unless extended by a written agreement signed by you and the Company.

Your duties will be performed in the United States of America and in the United Kingdom. Your annual base salary for your duties performed in the United States of America will be $485,000 and your annual base salary for your duties performed in the United Kingdom will be $140,000, payable in accordance with the Company’s payroll practices. Although your duties hereunder will be performed in the United States and in the United Kingdom, you maintain your principal residence in Westchester County, New York. If the performance of your duties results in the taxation of your income and/or withholdings from your income (e.g., withholdings to fund governmental health programs) which are in excess of the taxation and withholdings that would apply if all of your income were received by you in New York then, after taking account of any tax credits resulting from tax treaties or otherwise, the Company will pay you a tax-equalization amount so that, on an after-tax basis, your total combined income hereunder is no less than would have been the case had all of your compensation hereunder been received in New York. In addition, Company will reimburse you for costs you incur for multiple tax returns and tax advice, not to exceed US$15,000 in any year.

The Compensation Committee of the Board of Directors of the Company’s ultimate sole shareholder, the Central European Media Enterprises Limited (“CME Ltd”)  (the “Board”) will review your base salary at least annually, and the Board may, in its discretion, increase, but not decrease, your base salary.

You will be employed as the Chief Executive Officer of the Company, reporting solely to the Board.  All employees of the Company will report directly to you or your designees.  During the term of your employment, you will also be a director of CME Ltd.  Your duties shall include serving as an officer and otherwise performing services for the Company or for any parent company of the Company, for any holding company of the Company and any subsidiaries of the Company or of any such holding company, any associated company of any of them and any joint venture in which any of the foregoing are a partner, member or shareholder (each of the foregoing, other than the Company, an “Affiliate”) as requested by the Board.  All such services requested of you will be consistent with your senior status as the Company’s Chief Executive Officer.  You acknowledge that you shall be required to travel regularly to and work at the Company’s and any Affiliate’s offices and facilities in central and eastern Europe and/or from time to time, such other locations in Europe as appropriate to the performance of your services on behalf of the Company and the Affiliates, or as requested by the Board.  You agree to serve the Company faithfully and to the best of your ability and to devote your full business time, energy, experience and talents to the business of the Company and the Affiliates; provided , however , that you shall be permitted to manage your personal investments and to engage in or serve such civic, community, charitable, educational, or religious organizations as you may reasonably select as long as such service does not interfere with the performance of your duties under this Agreement.  The Company recognizes that you currently serve as a director of Canal Plus Nordic, Cablecom, AMC Theatres and American Media and serve as an advisor to MortgageIT and that you may be invited to serve on MortgageIT’s board of directors.  You agree, if so requested by the Company, to limit your service and engagements as described in the immediately preceding sentence to the extent necessary to comply with any corporate governance recommendations of the U.S. Securities and Exchange Commission or the National Association of Securities Dealers, and, as so limited, you may continue such services and engagements as long as such services and engagements do not interfere with the performance of your duties under this Agreement or violate the restrictive covenants described in paragraph 6 hereof.

While you are employed by the Company, you will be eligible to receive an annual incentive bonus in any amount not exceeding your combined annual base salary payable for your duties performed in the United States of America and in the United Kingdom, as described in this paragraph 4.  One-half of any such bonus will be based upon achievement of reasonable quantitative performance criteria established by the Board and one-half of any such bonus shall be based upon subjective criteria established by the Board.

While you are employed by the Company, you will be eligible to participate in the employee benefit plans and programs made available from time to time for the Company’s other senior executive officers ( provided , however , the Company shall continue to provide you with medical and travel insurance benefits in the event the Company ceases to provide medical and travel insurance benefits to other employees).  Without limiting the foregoing, while you are employed by the Company, (a) you will be eligible to receive options to purchase Class A Common Shares of the Company as described in Annex A hereto, (b) the Company will provide you with an assistant selected by you, and (c) the Company will pay or reimburse all reasonable travel expenses you incur in providing services for the Company, in accordance with the Company’s policies, provided , however , that in no event will your use of business class travel be deemed to violate such policies.

You acknowledge and agree that the individualized services and capabilities that you will provide to the Company under this Agreement are of a personal, special, unique, unusual, extraordinary and intellectual character.  Therefore, you will comply with and be bound by the restrictive covenants set forth in Annex B attached to, and made a part of, this Agreement, and you acknowledge and agree that the restrictions in this Agreement (and the duration, extent and application thereof) are no greater than is necessary to protect the goodwill and trade connection of the Business (as defined in Annex B ) and are reasonable to protect the Company’s rights under this Agreement and to safeguard the Company’s and the Affiliates’ Confidential Information (as defined in Annex B ).  You and the Company agree that the obligations and restrictions with respect to non-competition, confidentiality, Company property, nondisparagement and non-solicitation, as set forth in Annex B , will continue to apply to you following the termination of your relationship regardless of the manner in which your relationship with the Company is terminated, whether voluntarily, due to Termination for Cause (as defined herein), not due to Termination for Cause or otherwise.  You represent that your economic means and circumstances are such that the provisions of this Agreement, including the noncompetition, nonsolicitation, confidentiality and Company property provisions, will not prevent you from providing for yourself and your family on a basis satisfactory to you and them.  You acknowledge and agree that your covenants and obligations with respect to noncompetition, nonsolicitation, confidentiality and Company property relate to special, unique and extraordinary matters and that a violation of any of the terms of such covenants and obligations will cause the Company and the Affiliates irreparable injury for which adequate remedies are not available at law.  You therefore agree that the Company shall be entitled to an order of specific performance, injunction, restraining order or such other interim or permanent equitable relief (without the requirement to post bond) restraining you from committing any violation of the covenants and obligations contained in this Agreement.  These remedies are cumulative and are in addition to any other rights and remedies the Company may have at law or in equity.  You agree that each of the paragraphs and sub-paragraphs of Annex B constitutes an entirely separate, severable and independent covenant and restriction on you.   If the arbitrator appointed under paragraph 9 hereof or a court determines that, but for the provisions of this paragraph, any part of this Agreement is illegal, void as against public policy or otherwise unenforceable, the relevant part will automatically be amended to the extent necessary to make it sufficiently narrow in scope, time and geographic area to be legally enforceable.  All other terms of this Agreement will remain in full force and effect.  If you raise any question as to the enforceability of any part or terms of this Agreement, including, without limitation, the provisions relating to noncompetition, nonsolicitation, confidentiality and Company property, you specifically agree that you will comply fully with this Agreement unless and until the entry of an arbitral decision to the contrary.

You may terminate your employment hereunder upon at least ninety days' prior written notice to the Company, and you will not be entitled to any additional compensation, severance, termination pay, salary continuation or similar compensation or benefits upon or after such termination of employment.  If the Company terminates your employment, other than due to Termination for Cause, and not because of your death or disability (as determined in the good faith judgment of the Board) and not due to expiration of the employment term set forth in paragraph 1 hereof (or if you terminate your employment other than pursuant to the immediately preceding sentence because of alleged breaches by the Company of this Agreement), you will have those rights to which you are entitled as a matter of law in respect of your loss of compensation, stock options and other contractual entitlements hereunder, and (a) you will not otherwise be entitled to any additional compensation, severance, termination pay, salary continuation or similar compensation or benefits upon or after termination of your employment with the Company, and (b) in connection with such termination of employment the Company will not assert that you have any duty to mitigate damages, provided , however , that if you are engaged to render full-time services following such termination of employment with the Company, amounts you earn from such full-time employment during the period you otherwise would have been on the Company's payroll hereunder shall offset any financial obligation of the Company to you, and you agree to notify the Company in writing of your acceptance of any such other employment within five (5) days after accepting such other employment.  For purposes of this Agreement, “Termination for Cause” means a determination by a majority of the Board to terminate your employment due to your (i) conviction of a felony or entering of a plea of nolo contendere with respect to a charged felony, (ii) gross negligence, recklessness, dishonesty, fraud, willful malfeasance or willful misconduct in the performance of the services contemplated by this Agreement, (iii) willful misrepresentation to